XM Radio 2013 Annual Report Download - page 112

COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(Dollar amounts in thousands, unless otherwise stated)
(11) Related Party Transactions
We had the following related party balances at December 31, 2013 and 2012:
Related party
current assets
Related party
long-term assets
Related party
current liabilities
Related party
long-term liabilities
Related party
debt
2013 2012 2013 2012 2013 2012 2013 2012 2013 2012
Liberty Media ..... $ 278 $ — $ — $ 757 $15,766 $3,980 $ — $ — $10,959 $208,906
Sirius XM
Canada ......... 8,867 13,167 27,619 44,197 4,554 2,776 16,337 18,966 — —
M-Way .......... — — 2,545 — — ———— —
Total .......... $9,145 $13,167 $30,164 $44,954 $20,320 $6,756 $16,337 $18,966 $10,959 $208,906
Liberty Media
In February and March 2009, we entered into several transactions to borrow up to $530,000 from Liberty
Media Corporation and its affiliates. All of these loans were repaid in 2009.
As part of the transactions with Liberty Media, in February 2009, we entered into an investment agreement
(the “Investment Agreement”) with Liberty Radio, LLC, an indirect wholly-owned subsidiary of Liberty Media.
Pursuant to the Investment Agreement, we issued to Liberty Radio, LLC 12,500,000 shares of our Convertible
Perpetual Preferred Stock, Series B-1 (the “Series B Preferred Stock”) with a liquidation preference of $0.001 per
share in partial consideration for the loan investments. The Series B Preferred Stock was convertible into
approximately 40% of our outstanding shares of common stock (after giving effect to such conversion).
In September 2012, Liberty Radio, LLC converted 6,249,900 shares of the Series B Preferred Stock into
1,293,467,684 shares of our common stock. In January 2013, the Federal Communications Commission granted
Liberty Media approval to acquire de jure control of us, and Liberty Radio, LLC converted its remaining Series B
Preferred Stock into 1,293,509,076 shares of our common stock. In addition, Liberty Media, indirectly through
its subsidiaries, purchased an additional 50,000,000 shares of our common stock. As a result of these conversions
of Series B Preferred Stock and additional purchases of shares of our common stock, Liberty Media beneficially
owned, directly and indirectly, over 50% of our outstanding common stock as of December 31, 2013.
Two current Liberty Media executives and one Liberty Media director are members of our board of
directors. Gregory B. Maffei, the President and Chief Executive Officer of Liberty Media, is the Chairman of our
board of directors.
On October 9, 2013, we entered into an agreement with Liberty Media to repurchase $500,000 of our
common stock from Liberty Media. Pursuant to that agreement with Liberty Media, we repurchased $160,000 of
our common stock from Liberty Media as of December 31, 2013. On January 23, 2014, we entered into an
amendment to the agreement with Liberty Media to defer the previously scheduled $240,000 repurchase of
shares of our common stock from Liberty Media from January 27, 2014 to April 25, 2014, the date of the final
purchase installment under the agreement. As a result of this deferral, we expect to repurchase $340,000 of our
shares of common stock from Liberty Media on April 25, 2014 at a price of $3.66 per share. We entered into this
amendment at the request of the Special Committee of our board of directors that has been formed to review and
evaluate the Liberty Media proposal. See “Note 1 — Recent Developments.”
On January 3, 2014, Holdings’ Board of Directors received a non-binding letter from Liberty Media
proposing a transaction pursuant to which all outstanding shares of common stock of Holdings not owned by
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